When Autumn Leaves Start to Fall
by MadameMayorRM
Summary: SwanQueen AU. Regina and Emma are no longer together. Regina is still in Storybrooke but Emma has moved back to Boston. When Regina reaches out and wants to meet for dinner, Emma reluctantly accepts. The conversation is sometimes warm, sometimes angry, sometimes sad. No happy ending, just FYI


_**A/N: I know... I know... I should be writing "Pictures of You" and I promise I will. But this story was knocking around in my brain and wouldn't allow me to do anything else until it was told.**_

 _ **Be warned... this can get pretty sad in places. It will not have a happy ending. A character death is mentioned but it isn't Regina or Emma. There are brief references to anxiety, depression and suicidal thoughts. Consider this your Trigger Warning.**_

 _ **Thank you to my every faithful beta, Jenn. She didn't want to read a sad one but she persevered for me. Thanks dear. You're the best.**_

 _ **The title of this story is from an old Nat King Cole song that I recommend you listen to called "Autumn Leaves." Please find a version by Nat Cole or don't bother, lol.**_

* * *

"Miss Mills?" The hostess spoke in a pleasant tone and clutched two leather bound menus in her hands. "Your table is ready. Would you like to be seated now or wait for the rest of your party?"

Regina Mills startled at the sound of her name. She had been lost in thought, imagining a scenario that would make this meeting less painful. It wasn't too late. She could still leave.

"I think I'd like to be seated. If you will please show my guest to the table when she arrives." The dark woman stood and smoothed out her gray pencil skirt. Adjusting her purse on her shoulder in what was more a nervous habit than an actual need, her brown eyes darted about as if searching for a face in the crowded room as she followed the young blonde.

"Certainly. What is her name?" The young woman asked when she had led Regina to a half-moon shaped booth. Covered in soft, dark leather, it was remarkably private for such a bustling restaurant. A small candle in the center of the table flickered and danced making odd shapes along the wall.

"Emma Swan." The name fell from Regina's mouth in the same way the leaves of autumn drift down on the wind in late November. It was natural. It was expected. And yet, just as the leaves carry their own special sadness, signaling the end of something as they spin and float to the ground, so did Emma's name spilling from plump, red lips. How long had it been since she had allowed herself to say it out loud?

The hostess nodded and said something about her server, but Regina wasn't listening. She was trying to remember how to breathe. She managed to nod in response and the other woman slipped away to seat some other patient patron waiting in the lobby. It was a Wednesday night, but the restaurant was still alive with couples having dinner, families celebrating some milestone or other and the occasional professional in town on business dining alone. Having your name called in the waiting area was a little bit like winning the lottery. You were the envy of everyone cloistered there together.

The restaurant, Frankie's Italian Bistro, was longer than it was wide, dimly lit by design and featured some of the original architecture of the old building. Exposed brick, copper ceiling tiles and arched doorways gave the venue a charming appeal. The air seemed alive with ambient noise from the diners, the kitchen staff and even traffic from the street out front. But if she focused, Regina could hear the strains of jazz.

It played like a greatest hits of the first half of the twentieth century. While she had waited in the lobby, she'd heard many familiar voices—Sinatra, Armstrong, and Fitzgerald. She'd found herself humming along with Nina Simone. So the place spoke to the part of her that belonged to another time and space. It was classy without pretense. That must be why Emma had chosen it.

 _Emma._

Regina took in the sea of people around her and felt her heart rate increase. She wouldn't have seen this many people in a whole week back in Storybrooke, let alone all in one place. Being in the city had been overwhelming so far and now, she looked around the room and felt her skin become clammy. Her heart was a raging beast in her chest, hammering against her ribcage in an attempt to escape. Her eyes flitted back and forth from the entrance to the people at the next table to a balding man across the way who was slurping his spaghetti. A wave of nausea crashed over her and for a moment, she was sure she was going to faint.

Letting her eyes fall closed, the brunette began taking slow, deep breaths. She needed something to ground her to the moment—something to keep her in the now. Dr. Hopper had taught her a technique to use if she felt an anxiety attack coming on. She had scoffed at the idea but now, she tried hard to remember each step.

 _Find five things around you that you can touch. Or was it things you could see? Right. Five things you can see, four things you can touch, three things you can hear, two things you can taste and one thing you can smell. Deep breaths. Its ok, Regina. You can do this. It is only Emma._

Regina laughed at herself then. _Only Emma._ When had the blonde ever been only Emma?

From the first time they had met all those years ago, Emma had been larger than life to her. She rolled into that sleepy little town in Maine with her bright yellow bug and red leather jacket and disrupted everything in Regina's world. But it had been for the good. And hadn't they been happy together? So happy until—

"Hello. My name is Todd and I will be serving you this evening. I see we are waiting for another guest. Would you like something to drink while you wait? A glass of wine perhaps?" Todd was slim and his white shirt and black slacks were impressively clean and pressed. His hair had been newly highlighted and his skin looked as if he'd had a facial recently. Maybe he was an actor making ends meet by waiting tables.

"Hello, Todd. I arrived a bit early I suppose. I'm sure my companion will be along soon. When she arrives, you can bring me a glass of white wine." Regina smiled at the man and he nodded and turned to go. "Oh, uh, Todd? _Before_ she comes I'd like a scotch on the rocks please."

Regina looked around the room again and shuddered. "Make it a double."

Todd smiled and nodded before stepping away. "Yes, ma'am. Right away."

Once upon a time, Regina had been a force to be reckoned with. She had served as the Deputy Mayor of her hometown for one term and, when the incumbent Mayor had decided against seeking re-election, she had run unopposed for the office. She had been the youngest mayor in Maine's storied history and for nearly four terms of office she had reigned supreme. But in the final year of her fourth term she had resigned. Waking up every day had become a challenge almost too great for her to face. Running a town, even a town like Storybrooke was beyond her ability.

"Here we go. Double scotch on the rocks. I'll come back in a bit to see if you need anything before your guest arrives." Todd was gone as quickly as he had come and Regina thought absentmindedly that she was glad he wasn't a chatty waiter. She didn't think she could hold herself together long enough to make small talk with a stranger.

Conversation had always come easy with Emma. Sure, at first they had butted heads. But they were both strong willed and passionate women. The fact that Emma had been elected sheriff over the candidate Regina endorsed certainly hadn't helped things between them but working together during that first winter storm season when a particularly harsh storm had blown in and left so many citizens without power or water had solidified a certain respect for each other. Respect had given way to friendship and friendship had rapidly become something more. That seemed so long ago now.

Regina took a sip of the drink Todd had brought her from the bar. She rolled the tumbler between her hands enjoying the clink of the ice against the glass. She took another longer drink then and emptied it. She needed something to take the edge off. Flagging Todd down, Regina gave him the now empty tumbler and said he could bring her wine. Her watch said Emma would be here any moment.

And she was.

Just as Todd disappeared with a swish of his hips around the doorway into the bar, Regina heard that no nonsense voice asking for her at the hostess desk. The brunette didn't turn to the entrance. She kept her eyes straight ahead. This was it. It was time to face the music.

~ (SQ) ~

Emma Swan stood on the sidewalk in front of Frankie's and watched the mist of her breath floating up from her mouth. It was getting colder every day and the air smelled of snow. Winter was looming ahead and she dreaded it. Almost as much as she dreaded going inside the restaurant tonight.

She had arrived a bit ago and recognized the back of Regina's head in the window. Of course Regina had been early. Of course she had. The woman was punctual to a fault. She thought it was not only rude to be late but showed a fundamental lack of breeding. Emma had never been on time for anything before she met the brunette—not because she was rude but possibly because she lacked anything even close to _good breeding._

Emma tried not to think about what it meant that after all this time she could still pick out the other woman in a crowd, from behind. But there it was. She had stayed back from the exterior door but watched intently as Regina nervously glanced around, tucking silken black locks behind her ear. No matter what was going on around her, she always had beautiful hair. And yet somehow, she had always made Emma feel like her golden tresses were spun by the gods and placed personally on her head.

Without being able to hear what was said, Emma assumed the hostess had called Regina's name and the older woman had stood and smoothed her charcoal gray skirt. _Of course she wore that._ Emma had always loved the way Regina dressed. She was simultaneously feminine, sexy and powerful in her suits and skirts. But the gray one—surely this was a different one—it had always been a personal favorite of hers.

Emma slipped into a newly vacant seat on an iron bench outside the restaurant and tried to focus her mind. She was just going to go in, have a drink and leave. There was really nothing for them to talk about and she saw no need in stretching this thing out into a full blown meal. She wasn't even sure why she had agreed to meet.

 _Yes you are, Swan. You know why you agreed. You needed to see her, to hear her voice, to know that she is really ok._

When the email had come, the blonde had almost passed it by in her inbox. It was from Regina's personal account, not her account at the Mayor's office. That must mean she hadn't returned to work after her sabbatical. Not that the brunette needed to work to survive. She had inherited a home and her father's ample estate when he passed. His heart attack had been sudden and unexpected but the most shocking thing of all was that he hadn't left a penny to Regina's mother, Cora. That mean old bitch had nearly dropped dead herself when the will was finally disclosed in a private meeting with the family lawyer. Adding insult to injury, the man had taken time to itemize several antique guns in his collection just for Emma.

Cora had never approved of Regina becoming involved with Emma. The sad part was it wasn't just the fact that her daughter was a lesbian that bothered her. Even if Regina insisted on "being gay" she could at least pick someone more suitable than Emma Swan. Someone with a good family name or money or really anything besides what Emma brought to the table. Regina had only kept a perfunctory relationship with her mother after that. And once her father died, they had cut ties completely. Cora had left town and moved to Chicago with Regina's half-sister much to the collective relief of the people of Storybrooke.

Emma looked over her shoulder into the dimly lit room. She could see Regina, her back still to the door fidgeting a bit in her seat. She looked around from time to time until the waiter brought her a drink. Though she was too far away to say for sure, it wasn't hard to decide it was a scotch on the rocks. Regina must be as nervous about this as Emma was.

She'd be lying if she said she hadn't thought about Regina often since she had moved back to Boston and left all the pain behind in Maine. So many times she had started to ask Mary Margaret about her but pride wouldn't allow it. Once, after too many hours flipping through a photo album and maybe after too many beers at O'Malley's bar, Emma had driven all the way to Storybrooke and pulled her bug right up in front of the house at 108 Mifflin Street. She'd sat there until nearly daybreak, warring in herself about going to the front door. But she couldn't decide what would happen when Regina opened the door. Would Emma kill her or kiss her?

The bedroom light had switched on somewhere around five thirty and Emma had pulled away and driven back to Boston without seeing anyone at all. She'd never told a soul about that. It had been the last time she had tried to contact the woman who she had once thought she would grow old with. And the email was the only time she knew of that Regina had ever contacted her.

Emma breathed out a long sigh and stood up. The bench was cold and uncomfortable and already making her stiff. She stepped into the warm lobby and eased up to the hostess desk. She could still run away if she wanted to. No one would blame her if she did. And besides, Regina hadn't seen her yet. But no. She wouldn't do that. She wanted to just get this over with and get out.

"Hi. I'm Emma Swan. I am supposed to be meeting Regina Mills. I believe she has already arrived."

~ SQ ~

Regina couldn't see Emma approaching the table but in some kind of bizarre sixth sense, she could feel her coming close. She knew she was holding her breath and she knew she needed to stop fidgeting with her hands, but she couldn't seem to gain control of either. Maybe this had been a bad idea. Maybe she wasn't ready to see Emma again.

But she needed to. She had come all this way and she had worked hard to get to the place in her own head space that would allow her to reach out to the blonde via email. She would have preferred to call her, and she had tried, but naturally Emma had changed her number when she moved to Boston.

An email was impersonal, but it was all she had short of asking that mousy school teacher Mary Nolan for the former sheriff's new number. She would die before she asked that woman for anything. Sure she was Emma's best friend and Regina had learned to tolerate her because she would endure anything to please Emma but now Emma was gone and the last person she wanted to talk to in the entire town was Mary Margaret Blanchard Nolan.

Their history went back to a time when Mary was a young girl and Regina her reluctant babysitter. How many nights had she spent sitting for the girl who was a mere six years her junior in the Blanchard home? And when her mother had passed away tragically from lung cancer, Regina's time in the Blanchard home had increased. Cora had thought it was a menial task for her daughter but one that would teach her to appreciate the privileged life her parents had given her.

Everything had been fine until the night Leo Blanchard had come home early from a less than stellar date, half drunk and in a bad mood. Regina had just checked in on a sleeping Mary Margaret and stepped from the bottom step into the living room at the exact moment Leo had rounded the corner. She stumbled and started at his unexpected appearance. The man who was three years older than Regina's own father had reached to steady her. If it had ended there, things would have been different. But it hadn't.

Young and vulnerable, Regina found herself trapped in the arms of an old man with gin and tonic on his breath. She had laughed and struggled at first, trying to defuse the situation. Leo hadn't relented nor released her. Many times in later years she had nightmares about his hands groping her breasts, the taste of liquor as he forced a kiss on her lips. She had cried out for Mary to help her and just as the girl appeared at the top of the stairs to find her father man handling her, Regina had escaped with a knee to the old man's crotch.

She had never told anyone what happened. She made up her mind to simply refuse to sit for Mary any more. But the next week at her school word had spread that Regina had kissed Mary's father and wasn't allowed back in the Blanchard home. It wasn't hard to figure out that the story came from Leo making excuses to his daughter for what she had witnessed, but Regina had never forgotten nor forgiven Mary Margaret for telling her friends and tarnishing Regina's reputation when she, the victim, had kept it all a secret to protect the younger girl.

So, short of calling that insipid woman there had been no way to reach Emma other than by email. But now, as she neared the table, she would be able to speak to her, face to face, for the first time in over three years. Regina wished now she had asked for a second scotch. To hell with appearances, she needed a drink.

"Here we are, Miss Swan. Thank you both for dining with us this evening. Enjoy your meal." The same young hostess that had seated Regina ushered Emma to her seat.

Eyes the color of melting chocolate looked up from the table into the porcelain face of the one-time love of her life. The other woman was dressed more professionally than she ever had in Storybrooke with dark slacks and blazer over a white blouse. The look suited her. Emma's golden locks hung long down her back and framed her face perfectly. Her lips were stained pink and her cheeks held a rosy hue. When brown orbs reached emerald green every ounce of worry and nerves melted from Regina's body and disappeared. Why had she worried? It was Emma.

"Hello, Emma." Regina's voice was soft and the name slipped from her lips like a prayer. She realized in this moment how much she had missed saying her name. She missed saying it sweetly at the dinner table. She missed yelling it in anger when they fought. She missed moaning it in pleasure when they made love. _Emma. Emma. Emma._ How had she gone so long without its honeyed syllables filling her mouth?

"Hi." Emma couldn't remember what else she was supposed to say. Seeing Regina again, being this close to absolute perfection had short circuited her brain.

She took stock of the woman before her. She was thinner than she had been, almost too thin, but she looked as beautiful as ever. Paired with the gray skirt, she wore a silvery-teal blouse—silk, naturally—with just one too many buttons undone. If Emma didn't already know that Regina always unbuttoned her blouse that low she would have been suspicious of the motive behind the meal.

Her make-up was flawless as always, her lips perfectly pouty and red. Her hair was back to the slightly shorter style that had always been Emma's favorite. She looked stunning. Absolutely stunning.

Regina blushed. "Why, thank you. I was thinking the same thing about you."

Emma realized only then that she had spoken those last words. Perhaps this visit wouldn't be all bad. But she was still only staying for a drink and then she was going. If Regina was having this effect on her from simply saying hello, she wasn't sure she could survive a full meal.

"Good evening. My name is Todd and I will be serving you tonight. May I get you something to drink while you look over the menu?" The waiter had appeared as if by magic.

"Uh, yeah. Sure. Let's see." Emma considered a moment and looked at the glass in front of Regina. "Just bring me a white wine, I guess."

"Wonderful. For our special tonight we have steamed mussels served in a bed of linguini with our fresh lemon cream sauce and lump crab meat. I'll be back in a moment with your wine." Todd scurried away.

"White wine? You hate wine. What happened to Guinness?" Regina took another sip from her glass and tried not to stare at the woman in front of her.

"I still like a stout from time to time. But I've acquired a taste for wine and all sorts of things in the last few years. Things change. People change. That's life, Regina."

Emma hadn't meant for her words to sting, but they did. There was a bitter edge to her voice. A sour silence settled over the once cozy booth and Regina stared down at her hands, tears pricking at her eyes.

"Damn it, Regina. I'm sorry. I didn't mean to say something wrong. I'm just…" The blonde rubbed a hand down her face. "I'm nervous as hell seeing you again. And I'm worried about why you are here. I'm sorry. Can we forget what I said and just move on?"

Regina looked up into contrite and sincere green eyes. "Yes. Of course. It's ok. And I'm nervous as—"

"Here we are. One white wine for the lady. Are we ready to order or shall I come back in a moment?" Todd smiled at them and, seeing the tears in Regina's eyes, quickly realized he had come at a bad time. "I'll come back," he said even as he dashed away.

Emma took a deep breath. She was glad he'd gone. She had no intention of staying for dinner. One drink and she was going. One drink. Nothing more, nothing less.

Regina's dark eyes focused on the candle on the table as she willed her tears away. This wasn't going like she had hoped. On the one hand, seeing Emma was wonderful. She felt so many things for the other woman and even after all this time, being in her presence was reminding Regina's heart—and her body—of why she'd fallen in love in the first place. Yet, on the other hand, things weren't the same and likely never would be. Time had passed, they had changed and Emma was still angry. _She has a right to be upset too, Regina._

Emma watched a host of emotions pass over the older woman's face. Regina had always been good at hiding— _controlling_ —her emotions but from the first moment they met, Emma had seen through the mask. They had been good for each other in that way. They had loved despite the emotional walls and worked together to tear them down, if only for each other to get inside.

The blonde realized as she watched Regina fight to hold back tears that the woman who had always been a force of nature was still not back to her old self since… it had happened. In the back of Emma's mind she knew she probably was far behind Regina in dealing with _it_ since she still couldn't even say what _it_ was in her own thoughts. Was she going to wind of like the brunette? So broken that a harsh tone brought her to tears? Tears—when was the last time she had cried? The day she left Storybrooke for good?

Regina took several calming breaths and counted out each of her sensory grounders like she had before. It was surprisingly helpful. She'd never tell Dr. Hopper though. He wouldn't be smug about being right but there was something in his kind smile when she acquiesced to him that made Regina rage internally. No, she'd use the technique but he didn't need to know.

Emma cleared her throat. "So, I was surprised to get your email."

Relief washed over the former Mayor. Emma, in the way she always did, was moving them forward from the bump in the road. It wasn't important. Just let it go.

"Yes. I know an email was an impersonal way to reach out but… well, you changed your number and I didn't know of any other way to contact you." There was no malice in her voice and the blonde knew she was carefully choosing her words so they wouldn't hit another snag.

"Well, to be honest, the email was probably a good thing. If you had called I wouldn't have known what to say. The email let me process, you know?" Emma smiled shyly. She was trying too.

"Yes. I think I do. And I appreciate you coming to meet me. I've been wanting to see you… to talk to you… about him and—"

Emma shook her head. "Let's not talk about that just yet, ok?"

Brown eyes finally locked onto green and a quiet understanding passed between them. The look, as it often did between them, lingered long and for a moment, Regina forgot where they were or why. She found herself lost in turbulent seas and longing to drown in their depths. How had she ever convinced herself she wasn't in love with Emma Swan?

Emma felt a swell in her chest as pure, unadulterated love poured from coffee irises across the table at her. She wanted to look away, knew it would be for the best not to allow or entertain the longing she could see in Regina's face but her eyes refused to break the spell.

If only Regina had let her in when it happened. If only she hadn't blamed her. They could have fixed it. They could have made it. They could have… Emma clenched her fists and tried to hold on to her hurt but the warmth of love was melting the ice she had carefully built around her heart. Yes, there was no denying it. She loved Regina as much today as she ever had.

"Are we ready to order, ladies?" Todd stood carefully by the table, watching for any signs that he should excuse himself again.

"Yes. I think I will have the chicken parm. And can you bring me a Guinness?" Emma smiled at the man, finally looking away from Regina. _So much for just having a drink and leaving._

Without looking away from Emma at all, Regina spoke to Todd. "I believe I would like to try the special. I haven't had mussels in some time."

"Wonderful. I will be back with the drink and some bread." With that, the waiter floated away.

"So," Emma began again, "I noticed that the email address was your personal one. Did you decide not to go back to work after your sabbatical?"

Regina gave a decidedly un-Regina-like snort. "Sabbatical? I suppose that is what they called it. Actually, after… well, I wasn't able to go to work. I couldn't remember to put clothes on every day so I resigned. The town council didn't want that. They refused my letter of resignation and placed me on a two month 'sabbatical,' as you called it. They wanted me to come back after two months but… Emma, I just couldn't. I was in a very bad place. I…" Regina hesitated and lowered her voice to a near whisper. "Mary Margaret probably told you but I went to a live-in mental wellness facility for three months after you left. I didn't do anything stupid. I didn't have the stomach to hurt myself. But I wanted to."

Brown eyes were swimming in tears again. Todd didn't even stop or speak as he breezed by and dropped Emma's drink off. The blonde reached across the table and gripped Regina's hand but she said nothing, giving the other woman a moment.

"Actually, no. MM didn't tell me that. We had an agreement not to talk about you or… _that_ until I brought it up. I wasn't ready. It was all too fresh, too raw. God, Regina. I didn't know. I'm sorry." Emma felt the tension in Regina's hand dissipate but she made no move to extract her hand. It felt good to feel her warmth again.

The women sat in silence for several long moments, holding hands and thinking about the past. That savior-complex lurking in Emma wanted to pull Regina into her arms and protect her from all the monsters hiding in her closet but she knew the time was far passed for that. Regina, for her part, ached to be held, to smell the sweet floral notes of the blonde's shampoo, to taste the soft secrets of her kisses. But that wasn't going to happen. Not tonight. Not ever.

"So, you aren't working at all then?" Emma broke the silence but never released Regina's hand.

Regina chuckled lightly. "To be perfectly honest, I just started back to work six weeks ago. I obviously am not the Mayor, but I am working for the City as a consultant. That's why I'm in Boston, actually. After I… left public office, that bastard Robert Gold couldn't take-over fast enough. He found some loophole or other in the town by-laws that allowed the council to appoint my replacement since it wasn't an election year. He called in every favor—and every secret—he had to get my job."

"What an asshole." Emma rolled her eyes.

"You have no idea. But, as it turns out, he hasn't been as stellar a mayor as they had hoped. So, a few months ago Tom Chambers started a push to get me back in the office. They figured, until I was ready to run again—which I may never do—they could circumvent him by hiring me as a consultant. It's been fun giving him hell the last few weeks." Regina's eyes sparkled with mischief and for the first time all night, Emma saw the woman who had made her heart race and her body flush.

"And how does that bring you to Boston?" Emma moved her foot near imperceptibly under the table and felt the pressure of Regina against it. Regina's eyes looked up at the contact but she said nothing.

"Here we are. Chicken parmesan for you and a wonderful plate of mussels for you."

Emma released Regina's hand as the food was placed before them. It smelled divine and the blonde realized she was starving.

"Thank you, Todd. Everything looks delicious." Regina smiled and dismissed the man as she breathed in her meal. She was acutely aware of Emma's foot under the table touching her own. It had been a deliberate move, she was sure of it, but she wasn't about to address it. Was it possible… after all this time? Did Emma still feel something for her?

Once they had started their meal, Regina answered the question that Emma had forgotten in favor of her steaming plate of pasta.

"The reason I am in Boston is, Gold thought he would put me in my place as an underling by sending me to a conference being held this week for… well, pretty much for underlings." Regina laughed and it startled her to feel it leave her throat. She wasn't in the habit of laughing anymore. "I swear to God, Emma, I could be leading most of the sessions I've had to attend. Everyone around me is a twenty-something PA or intern for some government office or other. In fact, I skipped the seminar tonight entirely because some of the materials they are using—I fucking wrote! Can you imagine?!"

Emma laughed and wiped her mouth on her napkin catching a tiny spot of marinara before it could mark her shirt. "Why are you having to go to this thing?"

Regina shrugged and took a sip of her wine. "Because, I _may_ have pointed out in an open council meeting that the mayor's office didn't have the authority to approve a new project on some protected land at the edge of town. Now is it my fault that the project is one that Gold has invested his personal money in? Can I help it if the man stands to lose money if the council follows the town charter and holds a referendum on it? So the bastard shipped me to Boston to…"

"Put you in your place, right." Emma chuckled and drank deeply from her glass. "I thought you gave up pulling stunts like that on your enemies a long time ago."

Regina shrugged again and gave her most innocent face. "Oh Emma, you make it sound like I was being deliberately mean to the man. I don't know why you'd take up for him. He never liked you, you know. He thought you broke his son's heart and that you didn't belong in the Sheriff's department."

"As I recall, _you_ didn't think I belonged there either, baby." Emma smirked, seemingly unaware of what she had said.

Regina paused, fork in midair. The sound of the old pet name echoed in her ears. Her eyes bore into the blonde across from her who was making the tiniest moans of appreciation for the meal she was enjoying.

"What?" Emma looked up at the other woman. "Is something wrong with your food?"

"No," Regina's voice trembled. "Nothing's wrong. Nothing at all. And this is delicious."

The brunette tried to steady her breathing and ignore her emotions. _It was a mistake… old habits die hard. She didn't mean anything by it._ Still, she uncrossed her legs causing her foot to drag up the long leg across from her. She watched intently for a response and was rewarded when Emma's eyes drifted softly closed. The blonde's legs shifted as well and now, rather than merely feet touching, Regina felt Emma's ankle against her calf.

"So, tell me about life in Boston? Are you in law enforcement here?" Regina spoke as if the exchange under the table had never occurred.

Emma took another drink and cleared her throat. "Well, sort of. I am lead investigator for Dewey, Morgan and Howell. Pretty much we do the grunt work to help the attorneys with their cases."

Brown eyes flooded with worry. "That doesn't put you in any danger, does it?"

"Nah. I'm mostly a paper pusher, managing the other investigators on our team. I work from eight to five most days now. Sometimes I am in the field for the more high profile cases… did you hear about Ben Larkin? He was the top aide for the State Director of Commerce and was accused of murdering that intern a while back."

Regina furrowed her brow. She had heard something like that on the news. The man was exonerated when another man—her boyfriend?—had confessed. "Yes, I do remember. Was that…?"

"Yup. That was my case. I got a big raise after I ferreted that guy out and he confessed. Nobody even knew she had a boyfriend and the little shit tried to lie to me about knowing her but—"

"You always know when someone is lying. I remember. That's great, Emma. I'm really happy for you. It sounds wonderful." Regina smiled at the woman before her. Her green eyes seemed so full of light as she spoke about her work. Storybrooke—even in her role as Sheriff—was never enough of a challenge for her.

Emma's porcelain cheeks flushed with color at the brunette's praise. "Well, it isn't as prestigious as being a sheriff—or a mayor for that matter—but it pays the bills. And I like having a regular schedule."

Regina thought back on the many times they had fought about the hours Emma was keeping as sheriff of their small town. The older woman felt it was silly for Emma to work nights on the rotation like all of her employees. She could make her own schedule and then Regina would never have to sleep alone. But Emma wanted to do everything above board. She didn't want anyone thinking she took advantage of her power… or the power of her partner.

All that had changed when he was born. Emma had thrown caution to the wind and appearances be damned. She was home nearly every night to be with their son. She didn't want to miss a moment. Those had been the happiest days of Regina's life with the two loves of her life giggling or building forts in the living room each evening after dinner while she read on the sofa. It was idyllic. It was magical. And then… it was over. _Henry._

Emma watched a sadness drift across Regina's perfect features. It wasn't hard for her to figure out why. The woman was thinking about him. And soon enough they would have to talk about him, no matter what she would prefer.

They ate in silence then for a long moment. It wasn't uncomfortable, just quiet. And really, what was there for them to discuss? It had been so long and they were both so different now. Their lives were no longer intertwined in every way. Yet somehow, when they looked up and met each other's gaze again it didn't seem like that much time had passed. It was as if nothing had changed at all.

A tiny smile tugged at the corner of Regina's mouth. "Do you remember…"

"What?" Emma asked, pushing back her now empty plate.

"Do you remember when Hen—" Her voice faltered. "when he was about seven and he was cooped up with the chicken pox? I stayed home with him and he was determined he was going to beat you at that stupid game… what was it? Sorry or Trouble or something?"

"Trouble. He liked the popping sound it made. And _you_ hated it. I think you broke that thing on purpose because of the clicking noise." Emma smiled sadly and laid her hand on the table top. It was like muscle memory to do it, to eat dinner and then lay out her hand for Regina's while they talked.

Regina wiped her mouth delicately and laid aside her napkin before placing her hand in Emma's. "I did not break it on purpose. Didn't I go out the next day and buy him a new one? Anyway, he was so determined to beat you. He practiced all day! I thought I would scream if I heard that damn pop one more time. But there you came in the door with dinner in one hand and a basket full of bath stuff in the other. You sent me up to relax while you spent time with him. Did he win? I never thought to ask you because we…" Her voice trailed off even as her cheeks colored.

Emma had gotten their son to bed and had come in and climbed in the tub with her. It had started out innocent enough, just Regina sitting in between Emma's long legs, leaning back against her chest, soaking in the hot bath. But Emma always had wandering hands and it hadn't taken long for the water to be the least hot thing in the room.

Emerald green eyes peered back at brown and Emma knew Regina was remembering just as she was. They'd been such a good match in so many ways. The bedroom was no exception.

"Yes." Emma tried to clear away the unexpected image of olive skin, slick with sweat and that husky voice in her ear, murmuring and cursing and calling her name. "Yes, he did win that night."

Another long season of silence befell them. Emma's thumb moved in small circles across Regina's hand. It was a soothing, gentle motion—not driven by sexual desire but rather a desire to be close to the other woman, to comfort her and to steady herself for what she knew was coming.

"Well, how was our dinner?" Todd stood beside them with his ever present smile.

"It was great." Emma smiled up at their waiter.

"Did you save room for dessert?"

The two women exchanged a glance and, without a word, each knew the answer. Emma spoke for them again. "No. I don't think we feel much like dessert tonight, Todd. But I think we would both like a cup of coffee. I'll take cream and sugar. Hers is black. And decaf, please. It's getting late for full power."

"Alright. I'll have that right out. And how should I split the check?"

"Just put it all on mine." Regina spoke up then.

"No, Gina. No way. I'm paying for it all or I'm paying for mine at least." Emma protested.

"No, darling. I asked you to dinner. I am paying. Bring the check to me, Todd. And when that is all settled, if it is all the same to you, we would like to be left alone for a few minutes to discuss something privately. Will we be taking up your table too long if we do that?" Regina didn't want to keep the man from prospective tips but neither did she intend to leave Boston without saying what she had come to say.

Todd looked at each of the ladies before him and as if he sensed the tension in the air between them, he shook his head dismissively. "You take all the time you need. My shift ends soon and to be honest you'll be doing me a favor by hanging out a bit longer. I won't bother you for refills and such unless you flag me down. I'll be back with the coffee."

"How are things in Storybrooke? Mary Margaret tells me that Ruby Lucas is getting married. I never thought that would happen in a million years." Emma chuckled at the thought of her sometimes drinking buddy getting married. She was known around town for her penchant for short skirts and never dating the same guy twice.

Regina wrinkled her nose. "I am not up to date on all the gossip, but I did hear about that. Apparently, she fell in love with that librarian—what was her name? Belle or something? Ruby is a different person. She still wears her skirts shorter than her grandmother would like, but she only has eyes for Belle."

Todd appeared then with their coffee and the check. Without even looking at it, Regina slipped in a one hundred dollar bill and told the man she didn't need any change. He smiled brightly, thanked them and once more assured them they were welcome to stay as long as they liked.

Emma said nothing about the large tip. Regina always left too much if she liked the service but when her mind was made up, there was no need in arguing with her. Knowing the man had made some money on them, she felt less guilty about lingering over coffee.

"So… what about you, Emma. Are you…" Regina hesitated and looked up at Emma through soot black lashes. "Are you seeing anyone?"

"Oh, Regina… don't." Emma began shaking her head. She didn't want to have this conversation.

"It's ok. I mean… you are a beautiful woman, Emma. And it would be nuts for me to think you wouldn't have found someone here. I just thought—"

"What about you? Have you found someone?" The edge came back full force in Emma's voice and she released Regina's hand for the first time in nearly half an hour.

"Emma. I… I'm sorry. I shouldn't have asked. I wasn't trying to pick a fight. I just…"

"You just what, Regina? You just thought we could sit and chat like gal pals about who we are dating and what we've been up to? We aren't old friends catching up. Jesus."

"I… I'm sorry. I'm… you're right. That isn't what we are, is it? I guess things were going so well, I thought we might at least try to… I'm sorry." Regina reached her hand out to Emma across the table. "Please, Emma. I'm sorry."

Emma eyed the other woman warily and sighed. She wasn't used to Regina not putting up a fight. Her Regina would have burned the town down. This woman was fragile somehow. This woman needed care. Emma took her hand again.

"Ok. I just don't want to talk about that. Let's just… Why am I here, Regina?"

And there it was. The moment Regina had been looking forward to and dreading all at once. The reason they had met here in the first place.

"Because… I wanted to apologize." Regina's voice was small and wavering. She shook her head and tried again with more confidence. "I wanted to talk about how I treated you and to apologize."

Emma blew out a slow breath and prayed for the earth to open up and swallow her. "Alright. So… apologize. Let's get this over with."

The word's stung, even though Regina understood why they were said. This wasn't going to be easy or fun for either of them.

"Alright. As I mentioned, I was in a facility for a while and since then I have been in therapy with Dr. Hopper. He and I have talked a lot about my actions after… after he…"

"He died, Regina. Just say it. Henry died." Emma's voice suddenly sounded flat and emotionless.

Regina gasped at her frankness with speaking of their loss. "Yes. Right. After… after… he… after he _died…_ I said and did a lot of things that were wrong. Dr. Hopper felt that I should…"

"Are you here for Dr. Hopper or for yourself, Regina?" Emma scoffed. She didn't want to feel the pain and her anger was a good defense.

"Neither, Emma. I'm here for you."

Emma looked into wide brown eyes, filling with tears. There was no pretense or deception in them. Regina was being as open as she could be and the fear at her exposure, at her making herself vulnerable was evident. The blonde suddenly regretted her tone. This wasn't some ploy for the brunette to assuage her own guilt. No, this was the woman trying to heal a wound she had caused, to close the rift between them if only in some small part.

"I'm sorry. Go on." Emma breathed in the kindest tone she could manage.

Regina seemed to be taking a moment to steady herself. She knew she needed to—wanted to do this, but she hadn't imagined it being like this. She took a gulp of her black coffee, feeling the scalding sensation in her throat, tasting the bitterness on her tongue. The coffee was how she felt right now. Burning, black and bitter.

"When Henry… _died…_ I needed someone to blame, someone to pin all my anger and frustration on. It wasn't right. It wasn't fair. But in my grief, that was how I reacted. And I blamed you… and I shouldn't have." Soulful brown eyes didn't look away from green already brimming with tears.

"Damn right, you shouldn't have. It wasn't my fault Regina. All kids have accidents. There was no way we could have known—"

"I know that now. I knew it then but I couldn't deal with it. An accident wasn't something I could rage against. But you were." Regina's voice was wet with tears, her heart hammering in her chest, but she pressed on. "In my mind, you caused the accident and you… you…"

"I caused the accident?! Oh Christ, Regina. How was that my fault? I bought the kid a goddamn bike for his birthday? I taught him to ride it? Did that make it my fault? He was wearing a helmet! He knew how to ride. It was an accident!" Emma was nearly screaming at the woman before her. More than once she had screamed these same words at her—sometimes to her face, sometimes at the closed bedroom door, sometimes to her specter lurking in her Boston apartment.

Regina remained remarkably calm. She was taking slow, practiced breaths and her eyes seemed to be searching for something around the room.

"What the hell are you looking for?"

Regina held up a hand and continued her search. After another moment, she closed her eyes and inhaled deeply, slowly releasing the breath through the perfect O of her lips.

"I… I have severe anxiety attacks and, even with my meds, I sometimes have to ground myself to keep from losing my mind. I was looking for something I can taste and something I can smell that I haven't already used since I've been here."

Emma watched the woman taking several more practiced breaths. Finally, she looked at Emma again. "I didn't come here to blame you all over again. I know it was an accident. I know it wasn't your fault. I'm trying to explain why I lashed out at you."

Green eyes studied Regina intently. Emma's heart was breaking in her chest at the realization that Regina still had a long and difficult road ahead of her. In truth, that didn't surprise Emma as much as it should have. Regina was a control freak. She always had everything just like she wanted it to be. She never expressed emotion that she hadn't specifically reviewed and allowed.

With Henry and with Emma, Regina had been much freer, but still, she had control in a way Emma had never seen. So losing Henry, having a breakdown, that must have destroyed the last semblance of control Regina had. And now, here she was, trying so hard to just stay lucid.

For Emma, losing Henry, losing Regina, leaving Storybrooke… it had all been devastating. But she had lost so much already in her life. Somewhere, deep in the recesses of her mind, despite the years she had spent learning to love and be loved with her little family, she still held the skills learned as an orphan in foster care. She could process, she could shut off, she could ignore. But Regina wasn't built for that. Of course she wasn't.

"Emma, I know you aren't to blame, but I did blame you then. I thought because you bought the bike, because you took him out that day, that you made the accident happen. I'm sorry for that. I was wrong. You didn't deserve that weight put on you."

"Alright. I'll accept that."

"When he was in the hospital and on all those machines…" Regina barely managed to stifle a sob. "He was so small for his age. He looked so tiny in that big bed, even for ten, he seemed so small."

Emma felt the tears tracking down her face. He had seemed small to her too, lying there with wires and tubes running this way and that. His skin was so pale. He looked like himself. There were no signs of his injuries. But he wasn't even there and they all knew it. His brain had suffered too great a trauma, even with the helmet on.

"When the doctors came and asked you to sign for the machines to be turned off—I was so angry. Why hadn't they asked me? I was his mother too! Just because you gave birth to him… didn't I get any say so? He was legally mine as much as yours. But they came to you. And worst of all… you signed them. You let them turn off the only thing keeping my baby… my little prince in this world."

Regina closed her eyes tight and tried to block out the image of their son when the machines were turned off and pulled away.

"I sat there on the edge of the bed, feeling the life slip out of him, feeling him leave me. I hated you, Emma. But I shouldn't have. You didn't do it. If you hadn't signed the papers, he would have just laid there… like a vegetable. That wouldn't have been right either. You did the right thing, the best thing for Henry. I had no right to blame you or to say the…" Regina's hand flew up to her mouth. She looked like she might be sick.

Emma moved quickly and before Regina had a chance to fade away, she slipped in the booth beside her, cradling the woman in her arms. Regina's head rested softly against her chest and the blonde kissed black locks. "Shhhh, hush now. Take a breath. It's ok. I know you didn't mean what you said. I know that now. It killed me to have you blame me. But I know it wasn't you. It was the grief talking. Shhhh, Gina. Don't cry anymore. It's ok."

"No," Regina sobbed. "It isn't ok. It will never be ok."

Emma stroked her hand through dark hair and pulled the woman closer. Tears ran down her face to match those soaking into her smart suit jacket where Regina's head was laying. They cried together, grieving together for the first time the loss of their son. People around them gawked and whispered but they didn't even notice. The manager had called for Todd to check with them, but they ignored him too. Nothing else mattered in this moment but each other and what might have been.

With time, Regina's sobs had softened to whimpers and Emma had managed to regain some composure. The brunette eased into a sitting position to look Emma in the face, but she didn't move away from the woman who was holding her. She hiccuped and wiped under her eyes with the knuckle of her index finger.

"I'm sorry, Emma."

"Regina, don't apologize for breaking down. This isn't easy. For you or for me. It's ok."

"No, I don't mean for the crying. I mean I'm sorry for everything. I ruined… _everything._ " Regina shuddered drawing in a breath.

Emma shook her head and rubbed her hand down the other woman's back. "You didn't ruin—"

"Yes. Yes I did. If I hadn't blamed you… if I hadn't pushed you away… we'd still be together. Happy and in love, working and making a like together. I cost us that. I cost us so much because I couldn't handle losing our son. I'm sorry, Emma. Sorry for blaming you, sorry for pushing you away."

"Regina, you weren't alone in this. I owe you an apology too. I shouldn't have run away. Even when you pushed, I could have stayed. I could've fought for us. But we did what we always do. You got angry and pointed fingers of blame and I got scared and ran away. This isn't your—"

Regina put a single finger against her lips to quiet her and shook her head gently. "No. I need to own this. I pushed you away. Because of me you had to face our son's death alone. Because of me you had to quit your job that you loved and move away from your home. Because of me you had to leave behind the people you cared about in Storybrooke. And Annalise…"

Regina's wide, tear filled eyes searched out Emma's green. "I cost us both Annalise. I think I am most sorry about that."

"Regina, I—"

"Since I've been seeing Dr. Hopper I have really considered all the people who suffered so I could feel better. I worried about her so much. We were her second chance. She needed us most of all. What would she be? Five now?" Regina was talking so fast she barely registered the new distress on Emma's face.

"Six. She's six. Regina, listen I need—"

"Six years old," Regina whispered with awe. "You know I called our case worker several months ago to ask about her." Regina tucked a lock of hair behind Emma's ear absentmindedly, as if it were the most natural thing in the world.

"You… you did? What did they say?" Emma fidgeted beside her but Regina didn't seem to notice.

"Nothing really. I knew they couldn't or wouldn't tell me anything about where she ended up—but I had to know she was ok. The case worker—Beth, I think—she remembered us and she told me all she could. Apparently she was adopted and her new family adores her. She assured me that she is being loved and taken care of. That made me feel better. God, it would be bad enough to hurt you without knowing I hurt that angel too."

"Regina… please listen to me for a minute. I need you to know—"

"Emma?" Regina sat up fully and faced the other woman now, ignoring her plea to listen. "I know you want to tell me something and I want to hear it, but if I don't get all this out now… well, I never will. I know I have no right to say this but Emma… I love you. I love you as much today as I did that morning you left with Henry to go to the park. I don't want to go through my life wondering what might've been—"

"Regina, this isn't—"

"But it is, Emma. I know you feel something for me. I can see it in your eyes. You love me too, don't you?" Regina cupped Emma's face in her hands but didn't wait for a response. "I know you do. Please… come home with me… to Storybrooke. Or… or I can move here and we can start over. Maybe that would be better. No old memories to hinder us. We can just forget the past and try again. Please Emma. I want to try again. I've never loved anyone else. I've never even tried. You are still my number one… my only one. Can't we just… give it one more try?"

"Regina, I don't think that is a good idea. It's been three years and… things change. _We've_ changed. We are both just very emotional right now and you probably don't even mean what you are saying." Emma placed her hands on each of Regina's against her cheeks and pulled them free. She intertwined their fingers and smiled sadly. "But we can talk if you want. And maybe… maybe we can have dinner again sometime."

She wasn't trying to dismiss the woman. She wasn't trying to let her down easy. In her chest, her heart was beating to a steady cadence of Regina's name over and over. Emma would love nothing more than to kiss her, take her away from here and accept her love. But there were more things to consider now than what she and Regina wanted. And she wasn't sure she was ready to trust the woman with her heart again. The last time had ended so badly.

"I see." Regina withdrew her hands and immediately cooled toward the blonde in a last ditch effort to salvage her pride. "Perhaps we could be pen pals as well."

"Oh, Regina. Don't be like that. I'm not telling you no. I just… I just don't think you realize how it sounds after three years for you to show up here and apologize and think that just magically puts us right back where we were before Henry… I'm not saying no. I'm saying… not now. Can you understand that?" Emma found Regina's hands again.

Brown eyes studied Emma's face. She didn't need Emma's super power to know she was lying. She was saying no. But she didn't want to hurt her. She didn't want to destroy what was left of her heart. And in a way, Regina did understand. So she decided to play along.

"Sure. Not no, just not now. We will talk. And maybe I can come down some weekend and we can spend some time together."

"Yes. I'd like that. Very much." Emma hoped her face showed that she meant what she was saying.

The faint strains of a song sounded from Emma's pocket startling them both. With an apologetic smile, the blonde fished the phone out and frowned. It seemed it was time to go.

"I'm sorry, Regina. I honestly didn't know we would be here this long and—"

"It's ok, Emma. I thought you'd only stay for one drink and have some reason to run off. I know you have a life. It's ok." Regina let go of the other woman's hands and forced a smile.

Emma stood reluctantly and pulled on her overcoat. "I really do want you to call me. Here's my card. It has my work and personal numbers. Promise to call me?"

Regina accepted the card and looked up at the woman she adored for what she knew would likely be the last time. "Of course. I promise."

Emma put her hand lightly on Regina's shoulder and squeezed. "It was really good seeing you again, Regina."

The brunette merely smiled up into the other woman's face and laid her hand on top of Emma's. "Goodbye, Emma."

"No, not goodbye. We'll see each other again. Soon. We promised." Emma squeezed her shoulder again lightly and then… she was gone.

Taking a deep breath in, Regina slowly let it out and closed her eyes. It was done. She had laid all her cards on the table. She had offered up everything she had and then some… and Emma had still walked away.

The former mayor opened her eyes and noticed a bit of color on the bench across from her. Red leather gloves. They must have slipped from Emma's pocket when she picked up her coat. Regina looked toward the entrance. Surely Emma hadn't gotten far. She would catch her and return them.

Regina slipped on her own coat and didn't bother tying the belt as she dashed onto the crowded sidewalk in front of the restaurant and looked to the left and the right for the slender blonde her heart longed for. She spotted her standing a few feet away and stepped toward her.

"Emma…"

The word died on her lips as Emma came into clear view. She was smiling at a shorter brunette woman and wrapped around her legs were two tiny arms. It was a child—a girl of six with long blonde curls sticking out from under a beanie.

Regina's legs refused to move. She was paralyzed and in shock. Who were they? What did this mean?

It was then that green eyes locked onto familiar brown and recognition gave way immediately to regret. "Regina?" Emma's voice was muffled as it reached the older woman.

Regina's mind was racing but still her legs refused to obey her. She wanted to answer but the only thing she could manage was one word. "Gloves."

Emma closed the distance between them and took the red gloves from her hands. "Thanks. They must have dropped out of—"

"Mama?" The little girl spoke peering around Emma's leg. "Who is this, Mama?"

Regina looked down into a face so sweet, so perfect—and though she was older, she knew. She just knew. "Annalise?"

"Yes! How'd you know? Are we friends?" Annalise stepped in front of Emma now and smiled up at the woman before her.

Regina's heart was no longer racing. It wasn't pounding or demanding attention. No, it had stopped beating at all. Here, with Emma on the street was their little girl. They had decided instead of having another child, they would take in a child from the foster system and try to adopt her. Emma had suffered in the system all of her life and they wanted to give at least one child a chance at a good life. And here she was. Their little girl.

They had only had preliminary meetings with her when Henry died. They had been scheduled the very next week to move her into the mansion on Mifflin. Regina had just finished painting her room across the hall pink mere hours before the call came that their son had been hurt. Just like Henry's room hadn't been altered since his death, the pink room was still pink. It was still filled with her toys and clothes and an antique rocker… just waiting for her. But she was never going to come. Henry was never coming home. Emma was never coming back.

She looked down into the face she had dreamed of so many times. That sweet little girl she had worried about… and it was Emma who had adopted her. Alone. Or maybe not alone… there was the brunette still standing close by.

"We were friends… once. And you certainly have grown into a beautiful girl." Tears threatened to spill down her cheeks, the last tattered remnants of Regina's heart in liquid form. Only then did Regina look away from the girl at Emma.

"Regina… I wanted to tell you. I tried to tell you but you…"

"I wouldn't listen."

"I'm sorry, Regina. I'm so sorry."

Regina shook her head and willed away her tears. "And who's this?" She finally acknowledged the woman hovering nearby.

"This is Lily. Lily is—"

"I get it, Emma. You don't have to explain yourself. I have to… I have to go."

"Regina, wait. Don't leave it like this. Please. It isn't what you think. Come and let me explain. Please—"

The broken woman was swallowing her tears as she walked away. A strangled sob pushing its way free caused people to stare. She turned back and smiled, her face wet with tears.

"Be a good girl for your Mama, Annalise. She's very special."

The little girl nodded and hugged her mother around the legs. "I will!"

Making eye contact with Emma one last time, Regina smiled a sad smile and kissed her fingers, holding them out to the blonde. "Goodbye, Emma."

As she turned and walked away, disappearing into the crowded streets of Boston, Regina pulled Emma's card from her pocket and let it slip from her fingers. It twisted and floated toward the ground, forgotten and trampled underfoot.

From the doorway of Frankie's Italian Bistro, the mournful sound of Nat King Cole could be heard. His voice said everything Regina's heart could not as she walked on alone into the night.

 _"Since you went away… the days grow long. And soon I'll hear old winter's song. But I miss you most of all, my darling, when autumn leaves start to fall…"_


End file.
